SECURITIES AND EXCHANGE COMMISSION 
                      Washington, D.C. 20549 
 
                             FORM 10-QSB/A
 
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES 
EXCHANGE ACT OF 1934. For the quarterly period ended: 
12/31/95 
 
                    Commissioner file number: 0-19852 
 
                  GREAT AMERICAN HOTELS & RESORTS, INC. 
(Exact name of small business issuer as specified in its charter) 
 
Georgia                               58-1956846 
(State or other jurisdiction of       (I.R.S. Employer 
incorporation or organization)        Identification No.) 
 
          120 Firestone Pointe, Suite 100, Duluth, Georgia 30155 
                 (Address of principal executive offices) 
 
                             (404) 476-3936 
                        (Issuer's telephone number) 
 
                       GREAT AMERICAN RESORTS, INC. 
           (Former name, former address, and former fiscal year, 
                       if changed since last report) 
 
Check whether the issuer (1) filed all reports required to be filed 
by Section 13 or 15(d) of the Exchange Act during the past 12 
months (or for such shorter period that the registrant was required 
to file such reports), and (2) has been subject to such filing 
requirements for the past 90 days. Yes___ No _X_ 
 
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS 
DURING THE PRECEDING FIVE YEARS 
 
Check whether the registrant filed all documents and reports 
required to be filed by Section 12, 13, or 15(d) of the Exchange 
Act after the distribution of securities under a plan confirmed  
by court.  Yes __  No __ 
 
APPLICABLE ONLY TO CORPORATE ISSUERS 
 
State the number of shares outstanding of each of the issuer's 
classes of common equity, as of the latest practicable date: 
 
      2,712,090 shares of Class A Common Stock, no par value 
       200,000 shares of Class C Common Stock, no par value 
      78,500 shares of Series A Convertible Preferred Stock 
                     as of August 14, 1996 
 
<PAGE> 
<TABLE> 
 
                   PART I. - FINANCIAL INFORMATION 
 
GREAT AMERICAN HOTELS & RESORTS, INC. and SUBSIDIARIES 
CONSOLIDATED BALANCE SHEETS 
DECEMBER 31, 1995 (Unaudited) and JUNE 30, 1995 
 
<CAPTION>   
                               December 1995          June 1995  
                               ______________      ______________ 
                                  
<S>                                   <C>                <C>  
ASSETS   
CURRENT 
  Cash                                $  (87)               605 
  Restricted Cash                         94                 87  
  Accounts Receivable                     59                 54  
  Subscriptions Receivable               229                  
  Prepaid Expenses                        (2) 
  Net Assets from Discontinued  
    Operations                                             (158) 
                               ______________      ______________ 
                                         293                904 
                                             
PROPERTY AND EQUIPMENT 
  Land                                   904                904 
  Office Building and Improvements       442                442 
  Hotel and Resort Rental Units        4,563              4,302   
  Furniture and Equipment                483                474 
                                       6,392              6,123 
  Accumulated Depreciation              (314)              (221)   
                               ______________      ______________ 
                                       6,078              5,901 
 
OTHER ASSETS 
  Prepayments and Deposits               107                 30 
  Deposit on Limited Partnership         373                330 
  Organization Costs                       8                  7 
  Debt Issue Costs                        89                 89 
  Advances Receivable                    328                 80 
  Property and Equipment of Sale       1,366              1,687  
  Deposits Received on HH Unit Sale 
                               ______________      ______________ 
                                       2,270              2,223 
 
TOTAL ASSETS                           8,641              9,028 

<PAGE> 
LIABILITIES AND STOCKHOLDERS' EQUITY 
 
CURRENT LIABILITIES 
  Accounts Payable                       262                246 
  Accrued Expenses                       114                159 
  Common Stock to be Issued                                  31 
  Current Portion of Long-Term Debt      365                342 
  Provision for Loss from   
    Discontinued Operations                                 133 
  Deposit received from HH unit sale      85 
                               ______________      ______________ 
                                         826                911 
 
LONG-TERM DEBT (Less Current Portion)  5,939              6,258 
 
MINORITY INTEREST IN CONSOLIDATED  
  SUBSIDIARY                              81                 95 
 
TOTAL LIABILITIES                      6,846              7,264 
 
STOCKHOLDERS' EQUITY 
 
Preferred Stock, no par value, 
  15,000,000 shares authorized,  
  none issued 
Series A Preferred Stock, no par         704                662 
  value, 4,000,000 shares authorized, 
  77,500 issued and outstanding: 
  Liquidating value $19 per share  
  ($775,000 in the aggregate)    
Class A Common Stock subscribed,         305                 27 
  net of direct cost of issuance of  
  $0 and $21,315 and subscriptions  
  receivable 
Common Stock:                          4,773              4,377 
  Class A, no par value; 20,000,000  
  shares authorized, 2,604,292 issued, 
  2,108,434 outstanding as of  
  December 31, 1995 
Class B, no par value; 2,000,000 
  shares authorized; 0 issued 
Class C, no par value; 2,000,000         100                100 
  shares authorized; 200,000 shares  
  issued and outstanding 
Treasury Stock, 25,004 shares as of  
    December 31, 1995 and June 30, 1995 
Additional Paid-in Capital               405                405 
Accumulated Deficit                    4,391              3,707 
 
STOCKHOLDERS' EQUITY                   1,796              1,764 
 
TOTAL LIABILITIES AND EQUITY           8,641              9,028 
 
<FN>     
See Accompanying Notes to Financial Statements   
</TABLE> 
<PAGE> 
<TABLE> 
 
GREAT AMERICAN HOTELS & RESORTS, INC. and SUBSIDIARIES 
CONSOLIDATED STATEMENTS OF OPERATIONS 
THREE AND SIX MONTHS ENDED DECEMBER 31, 1995 AND 1994 
(UNAUDITED) 
 
(Amounts in thousands) 
<CAPTION> 
 
                            Three months ended  Six months ended 
                               December 31        December 31 
                            __________________  _________________ 
                              1995      1994     1995     1994    
                             ______    ______   ______   ______ 
<S>                          <C>       <C>      <C>      <C>  
REVENUES 
  Rental                     $  172    $  135   $  404   $  280 
  Travel Agency                   4       325       10      630 
  Securities Brokerage            0       151        0      310 
  Other Income                   21         0       45 
                             ______    ______   ______   ______ 
                                197       611      459    1,220 
 
OPERATING EXPENSES 
  Rental                        287       205      517      361 
  Travel Agency                  15        19       14       42 
  Securities Brokerage            0        96        0      135 
  Salaries and Wages 
    (excluding Travel Agency)    19        69       56      151 
  General and Administrative 
    (excluding Travel Agency)   110       248      436      468 
  Depreciation and  
    Amortization                 45        43       91       97 
                             ______    ______   ______   ______ 
 
INCOME(LOSS) FROM OPERATIONS   (280)      (68)    (654)     (36) 
 
GAIN ON SALE OF PROPERTY         14         0       66        0 
 
OTHER INCOME (EXPENSE)          (33)        0      (33) 
 
MINORITY INTEREST IN INCOME 
(LOSS) OF CONSOLIDATED                    
SUBSIDIARY                       28         1       (5)       1 
 
INTEREST INCOME (EXPENSE)      (145)        2     (299)      (3) 
 
NET INCOME (LOSS)              (416)      (67)    (859)     (34) 
 
NET LOSS PER SHARE  
OF COMMON STOCK              ($0.17)   ($0.04)  ($0.40)  ($0.02) 
 
WEIGHTED AVERAGE NUMBER  
OF COMMON SHARES OUT- 
STANDING DURING PERIOD        2,464     1,592    2,168    1,567 
 
<FN>     
See Accompanying Notes to Financial Statements   
</TABLE> 
<PAGE> 
<TABLE> 
 
GREAT AMERICAN HOTELS & RESORTS, INC. and SUBSIDIARIES 
CONSOLIDATED STATEMENTS OF CASH FLOWS 
FOR THE SIX MONTHS ENDED DECEMBER 31, 1995 AND 1994 
(UNAUDITED) 
 
(Amounts in thousands, except per share data) 
<CAPTION> 
                                        1995               1994 
 
<S>                                   <C>                <C>   
OPERATING ACTIVITIES: 
Net Loss                              $  (859)           $   (34) 
Adjustments to reconcile net 
loss to net cash used in continuing 
activities: 
  Depreciation and Amortization            93                 97 
  Stock issued for services and  
    settlement of claims                   31                 32 
  Decrease (increase) in Restricted 
    Cash                                   (6)                 7 
  Impairment of informercial     
  Minority interest in income (loss) 
    of consolidated subs.                 (61)                 1 
Changes in operating assets and  
    liabilities, net of acquisitions 
    of businesses: 
  (Increase)decrease in accounts  
     receivable, trade                     (6)              (509) 
  (Increase)decrease in prepaid and  
    other current assets                   (2)                 6 
  Net cash provided (used) in dis- 
    continued operations                  (57) 
  (Increase)decrease in prepayments  
    and deposits                                              (4) 
  Increase in accounts payable             16                  4 
  Increase in accrued compensation,  
    directors 
  Decrease(increase) in accounts  
    payable, related parties    
  Increase in accrued expenses            (46)               137 
  (Increase)decrease in inventories 
  Increase in other assets (net) 
 
NET CASH USED IN OPERATING ACTIVITIES    (897)              (262) 

 <PAGE> 
INVESTING ACTIVITIES 
  Proceeds(payment) of prepayments  
    and deposits                                             (74) 
  Purchase and construction of pro- 
    perty and equipment                  (269) 
  Purchase of infomercial 
  Acquisition of businesses, less  
    cash acquired of $1,826 
  Payment of organization costs            (1) 
  Payment of advances receivable         (248) 
  Payment on deposit from limited  
    partnership acquisition               (43) 
  Proceeds from sale of investment  
    in subsidiary                                             62 
  Proceeds from sale of HH units  
    (4 units)                              66 
  Payment of investment in future  
    acquisitions                          (78) 
  Proceeds of deposits on HH unit  
    sales (17 units)                       85 
 
NET CASH USED IN INVESTING ACTIVITIES    (488)               (11) 
 
FINANCING ACTIVITIES 
  Increase in Restricted Cash 
  Proceeds from Note Receivable,  
    prior to acquisition 
  Proceeds from Mortgage Notes pay- 
    able and long-term debt net of  
    debt issue costs                                         760 
  Principal payments on mortgage  
    notes payable and long-Term debt     (296)               (19) 
  Proceeds from issuance of Series  
     A preferred stock, net of stock  
     issuance costs                        42 
  Proceeds from issuance of Class A  
    common stock, net of stock  
    issuance costs                        396                  3 
  Proceeds from Class A common stock  
    subscribed                            277 
  Proceeds from subscription re- 
    ceivable                              229                 61 
  Payment of deferred debt offering  
    cost                                                     (68) 
  Proceeds from preferred stock  
    subscribed, net of costs and  
    dividend reserve                                         379 
  Other                                    44 
 
NET CASH PROVIDED BY FINANCING  
ACTIVITIES                                693              1,117
 
<PAGE> 
INCREASE(DECREASE) IN CASH AND CASH  
EQUIVALENTS                              (692)               844 
 
CASH AND CASH EQUIVALENTS, BEGINNING      605                 19 
 
CASH AND CASH EQUIVALENTS, ENDING         (87)               863 
 
<FN>   
See Accompanying Notes to Financial Statements   
</TABLE> 
 
<PAGE>  
   
   
               GREAT AMERICAN HOTELS & RESORTS, INC. 
   
                  NOTES TO FINANCIAL STATEMENTS   
   
                  December 31, 1995 (unaudited) 
   
   
1.  BASIS OF PRESENTATION 
 
The accompanying unaudited financial statements do not include all 
information and footnotes necessary for a fair presentation of 
financial position, results of operations, and cash flows in 
conformity with generally accepted accounting principles.  However, 
in the opinion of the Company, the financial statements contain all 
adjustments (consisting only of normal recurring adjustments) 
necessary to present fairly the financial position as of December 
31, 1995, and the results of operations and changes in cash flows 
for the periods then ended. 
 
2.  ORGANIZATION 
 
Great American Hotels & Resorts, Inc. ("GAHR") was incorporated 
under the laws of the State of Georgia on July 29, 1991.  The 
Company was formed for the purpose of engaging in the business of 
purchasing, developing, and managing properties in the overnight 
resort rental unit market in resort areas throughout the world.  
Through December 31, 1992, the Company was considered to be in the 
development stage.  Since the quarter ended March 31, 1993, the 
Company was no longer considered to be in the development stage.  

GAHR has five wholly-owned subsidiaries -- Great American Travel 
Network, Inc. ("GATN"), Great American Casinos, Inc. ("GAC"), Great 
American Resorts of Florida, Inc. ("GAROF"), The Great American 
Honeymoon Resort, Inc. ("GAHR"), and Great American Hotels & 
Resorts of Biloxi, Inc. ("GARB") (GAHR, GATN, GAC, GAROF, GAHR and 
GARB shall collectively be referred to as the "Company") 
 
The accompanying balance sheet, statements of operations and cash 
flows include the accounts of GAHR, GATN, GAROF, GAHR, GAC and 
GARB. 
 
3.  SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES 
 
Fixed Assets - Property, improvements and equipment are recorded at 
cost.  Expenditures for repairs and maintenance are charged to 
expense as incurred and additions and improvements that 
significantly extend the lives of assets are capitalized. Upon sale 
or other retirement of depreciable property, the cost and 
accumulated depreciation are removed from the related accounts and 
any gain or loss is reflected in operations.  Depreciation is 
calculated using the straight-line method over the estimated useful 
lives of the depreciable assets ranging from five to thirty-nine 
years. 
 
Organization Costs - Organization costs include professional fees 
relating to incorporating and organizing the Company.  These costs 
will be amortized over a five-year period. 
 
Goodwill - Goodwill represents the excess of the purchase price 
over the estimated fair market value of identifiable net assets 
acquired through business combinations accounted for as a purchase 
and is being amortized to expense over a five year period. 
 
Security Transactions - Security transactions, including the 
resulting commission revenue and expenses, are recorded on a 
trade-date basis. 
 
Income Taxes - Income taxes are computed based upon the provisions 
of SFAS 109, Accounting for Income Taxes. Deferred tax assets and 
liabilities are recognized for the estimated future tax effects 
attributed to temporary differences between book and tax bases of 
assets and liabilities and for carryforward items.  The measurement 
of current and deferred tax liabilities and assets is based upon 
enacted tax law.  Deferred tax assets are reduced, if necessary, by 
a valuation allowance for the amount of tax benefits that are not 
expected to be realized. 
 
Net Gain/Loss Per Share of Common Stock - Net gain/loss per share 
is computed by dividing the net gain/loss for the period by the 
weighted-average number of shares of common stock outstanding 
during the period.  Common stock is considered outstanding upon 
issuance of the certificates by the stock transfer agent. Common 
equivalent shares from stock warrants were excluded from the 
computation because their effect is antidilutive for the periods 
presented. 
 
4.  ISSUANCE OF STOCK IN PRIVATE TRANSACTIONS 
 
During the quarter ended December 31, 1995, the Company agreed to 
issue 54,000 shares of Class A Common Stock at $2.50 per share to 
two existing shareholders of the Company, for gross proceeds of 
$135,000. 
 
5.  OCALA HOLIDAY INN 
 
On June 30, 1995, the Company entered into a Purchase Agreement to 
acquire a 51% limited partnership interest and a 50% general 
partnership interest in Landcom-Ocala, Ltd., a Florida limited 
partnership ("Ocala"). In addition, the Company agreed to invest 
additional fnds to bring its limited partnership interest up to 
85%.  Ocala's principal asset consists of a Holiday Inn-franchised 
hotel in Ocala, Florida, which has 272 rooms, a restaurant, lounge, 
conference facilities and pool.  Completion of the transaction was 
conditional on all of the existing partners in Ocala consenting to 
the transaction.  However, four limited partners, including one 
limited partner holding a majority of the limited partnership 
interests in Ocala, did not consent to the transaction, and 
therefore the Purchase Agreement terminated.  The Company is 
currently negotiating with the majority limited partner regarding 
an acquisition by the Company of an interest in Ocala, but any such 
acquisition would not be on terms comparable to those contained in 
the June 30, 1995 Purchase Agreement. 
 
6.  RENO HOTEL 
 
On January 20, 1995, the Company acquired the Ramada Hotel and 
Casino (formerly known as the Cheers Hotel and Casino) in Reno, 
Nevada (the "Reno Hotel"), and simultaneously employed an 
unaffiliated management company to manage the Reno Hotel. Effective 
September 24, 1995, the Company terminated the management company 
which managed the Reno Hotel. The Reno Hotel is now managed by the 
Company's inhouse property division. The management company has 
failed and refused to turnover certain business and accounting 
records relating to the operation of the Reno Hotel during the 
period of its management, and to provide documentation to support 
certain expenditures which it made to insiders of the management 
company on behalf of the Reno Hotel.  Accordingly, the Company has 
initiated legal action against the management company and its 
principles. 
 
On February 27, 1996, the Reno Hotel received verbal approval to 
begin operating as a Ramada Inn franchisee, and began operating as 
a Ramada Inn franchisee on that date.  The Company recently 
completed renovations to the inside of the Reno Hotel, including 
the rooms, suites, common areas, and restaurant.  The Company plans 
to begin renovations to the outside of the Reno Hotel in August 
1996, which include new a stucco exterior and new signage. The 
Company anticipates that the exterior renovation will take about 60 
days. Operating results from the Reno Hotel have improved 
significantly since it began operating as a Ramada Inn franchisee, 
and the company believes that completion of exterior renovations 
and continued marketing efforts will result in significantly 
improved operating results. 
 
7.  CLASSIC MERGER AND SPINOFF 
 
On June 30, 1995, the Company and Casinos International, Inc. 
("Casinos"), a former subsidiary of the Company, entered into an 
Agreement and Plan of Share Exchange, as amended on September 6, 
1995 and December 22, 1995, with Classic Restaurants International, 
Inc.  Under the Agreement, Casinos agreed to acquire all of the 
issued and outstanding common stock of Classic by issuing one share 
of its Class A Common Stock for each share of Class A Common Stock 
and Class A Preferred Stock of Classic and one share of its Class B 
Common Stock for each share of Class B Common Stock of Classic.  
Simultaneously with the acquisition of Classic, Casinos agreed to 
convey all of its interest in GAC to the Company in return for the 
Company's common stock interest in Casinos, cancellation of any 
intercompany claim and a mutual release of liability.  In addition, 
two directors of Casinos -- Dr. Edward L. Bates and M. James Herbic 
-- agreed to return any shares of stock which they own in Casinos 
to Casinos for cancellation as part of the transaction.  The 
shareholders of the Company and Classic approved the transaction on 
January 24, 1996, and the transaction was consummated on January 
31, 1996.  As a result of the transaction, the Company does not 
have any interest in Casinos, but owns 100% ownership of the Reno 
Hotel through its ownership of GAC. 
 
8.  CARAGH HOLDINGS AGREEMENT 
 
The Company has agreed to sell up to 700,000 shares of Class A 
Common Stock to Caragh Holdings, Ltd. for $3.20 per share at any 
time until December 31, 1996.  The agreement entered on September 
13, 1995, as amended on October 6, 1995, originally contemplated 
the purchase of certain undeveloped land in Ireland by the Company 
for 950,000 Irish Pounds, which amount was payable in 150,000 Irish 
Pounds and 400,000 shares of Class A Common Stock of the Company.  
The agreement also granted Caragh the option to purchase up to 
300,000 shares of Class A Common Stock for $3.20 per share at any 
time before December 31, 1996.  The shares have already been issued 
to the seller as an earnest money deposit, but are subject to a 
restrictive legend which prevents the seller from disposing of the 
shares until they are actually paid for. Pursuant to an option 
contained in the agreement, the parties have rescinded the 
agreement insofar as it relates to the Company's purchase of land 
in Ireland, and agreed that Caragh may purchase the 400,000 shares 
allocated to the purchase of land for $3.20 per share at any time 
before December 31, 1996.  As of August 15, 1996, Caragh had paid 
the Company $610,674 in consideration for such stock. 
 
9.  SHIPYARD PLANTATION 
 
On March 20, 1993, the Company closed on the purchase of 23 
cottages located within Shipyard Plantation, Hilton Head Island, 
South Carolina.  In August and September 1995, the Company entered 
into contracts to sell 21 of the 23 cottages.  The sales prices are 
$107,000 each for 10 of the cottages and $112,925 each for the 
other 11 cottages.  Brokerage commissions and closing costs are 
paid from the sales proceeds under each of the contracts.  The 
Company has closed on six of the contracts. Closings are scheduled 
under the remaining seventeen contracts through May 1996.  
Subsequently, the Company agreed to sell all but one of the 
cottages for a total price of approximately $1,778,000, payable 
$460,000 in cash, the assumption of the existing first mortgage 
indebtedness on the cottages in the approximate amount of 
$1,048,800, and a second mortgage on the cottages in the amount of 
$207,500 which is payable in full with interest at 8% per annum on 
June 27, 1996.  In April 1996, closing occurred under the contract 
effective March 15, 1996.  The Company recognized a capital gain 
from the disposition of 22 of the cottages in the approximate 
amount of $524,450. In August 1996, the Company sold the final 
cottage for $112,925, less closing costs and brokerage commissions. 
The Company leased the final cottage for nominal rent through 
December 1996 for use by the Company's shareholders.

10.  BROADWATER INN PURCHASE 
 
On March 1, 1996, the Company entered into an Agreement of Purchase 
and Sale of Real Property with BH Acquisition, Inc., under which 
the Company agreed to purchase a 219 room hotel known as The 
Broadwater Inn, 1870 Beach Boulevard, Biloxi, Mississippi 39533.  
The Company intends to assign the Agreement to GARB.  The purchase 
price is $5.5 million, $4 million of which is payable in cash, 
$500,000 of which is payable in the form of a promissory note of  
the Company which is secured by a first mortgage on the Company's 
Gatlinburg property, and a $1,000,000 of preferred stock of GARB. 
The Agreement is subject to a number of contingencies, including 
title acceptable to the Company, the Company securing first 
mortgage financing in the amount of at least $4 million, and an 
inspection of the property.  The Company was unable to obtain 
mortgage financing for the property by the deadline set forth in 
the Agreement, and therefore the Agreement was terminated.  
However, the seller has orally indicated that it will still sell 
the property to the Company on the terms set forth in the 
Agreement, and therefore the Company is still trying to arrange 
financing to complete the purchase of the property. 
 
<PAGE> 
 
Item 2.  Management's Discussion and Analysis of Financial 
Condition and Results of Operations. 
 
Liquidity and Capital Resources 
 
The Company's working capital at December 31, 1995, was ($533,000) 
as compared to ($7,302) at June 30, 1995.  The decrease in working 
capital was primarily attributable to the Company's loss from 
operations, the repayment of substantial mortgage indebtedness of 
the Company, offset by subscriptions receivable relating to the 
Company's sale of stock to Caragh Holdings, Ltd.  The Company 
anticipates having to raise additional funds through private 
securities offerings to finance improvements to the Reno Hotel, for 
general administrative expenses, and for other acquisitions which 
the Company plans to make in the next six months. 
 
Results of Operations 
 
The Company reported a loss of ($416,244), or ($0.20) per share, 
during the quarter ended December 31, 1995, as compared to income 
of $67,000, or $0.04 per share, for the quarter ended December 31, 
1994.  During the quarter, the Company experienced higher than 
normal general and administrative expenses in the form of higher 
legal and accounting fees associated with the Company's 1995 audit 
and annual report. In addition, the Company continued to experience 
operating losses at the Reno Hotel, and will continue to experience 
additional losses until the planned renovations are complete.  The 
Company has moved to improve operations at the Reno Hotel by 
changing management at the property, by making renovations to the 
Property and by entering into agreement to make the property a 
Ramada Inns franchisee as of February 27, 1996. During the previous 
quarter, the Company disposed of its securities brokerage 
subsidiary which had been unprofitable.  The travel agency segment 
experienced significantly lower revenues as the result of the 
failure of a major distributor to renew its agreement to market the 
company's travel card in certain Asian markets. 
 
<PAGE> 
 
PART II - OTHER INFORMATION 
 
Item 1.  Legal Proceedings. 
 
On October 17, 1994, Vacation Invitations, Inc. ("VII") and Kegley 
Travel Network, Inc. ("KTN"), which is affiliated with VII, filed a 
lawsuit in the Superior Court of Gwinnett County, State of Georgia, 
against GAHR, Schneider Securities, Inc., and four present and 
former employees of the Company, Gayle A. Banes, James Wilcox, Ed 
Bates and Robert Christian.  The complaint alleged that the 
defendants conspired to convert and did convert confidential 
information from the plaintiffs, misappropriated trade secrets of 
the plaintiffs, and tortiously interfered with the business of the 
plaintiffs.  The complaint sought damages in excess of $1,000,000, 
as well as injunctive relief preventing the defendants from using 
trade secrets of the plaintiffs and from contacting any employee or 
distributor of the plaintiffs for any reason.  Subsequent to the 
filing of this lawsuit, VII and KTN both filed for relief under the 
Chapter 11 of the Bankruptcy Code, and a trustee was appointed in 
each of their cases.  The trustee subsequently abandoned the 
lawsuit to the plaintiffs. On January 11, 1996, the plaintiffs 
voluntarily dismissed the action with prejudice. 
 
On or about November 15, 1995, the Company was sued by RRR, Inc., 
d/b/a MAXimum Resort Rentals, Inc.  The plaintiff was retained by 
the Company to manage the Company's cottages at Hilton Head Island, 
South Carolina.  See "Description of Property - Shipyard 
Plantation, Hilton Head Island."  The lawsuit alleges that the 
Company breached its agreement with the plaintiff when the Company 
entered into agreements to sell 21 of the cottages.  The lawsuit 
seeks actual damages of $3,000,000 plus unspecified punitive 
damages.  The Company believes the lawsuit is without merit, and 
has filed a counterclaim seeking damages for the plaintiff's breach 
of the agreement. 
 
On February 26, 1996, eight plaintiffs, representing four 
neighboring properties of the Company's rental property in 
Gatlinburg, Tennessee, filed a lawsuit against the Company for 
nuisance relating to runoff from the Company's property.  The 
lawsuit seeks $140,000 in damages.  The Company believes that it 
has sufficient insurance to cover any litigation costs or damages 
which may be assessed against the Company in the lawsuit. 
 
Item 2.  Changes in Securities 
 
None. 
 
Item 3.  Defaults Upon Senior Securities. 
 
None. 
 
Item 4.  Submission of Matters to a Vote of Security Holders. 
 
None. 
 
Item 5.  Other Information 
 
None. 
 
Item 6.  Exhibits and Reports on Form 8-K 
 
(a)   Exhibits:  None. 
 
(b)   The Company did not file any reports on Form 8-K during the 
quarter ended December 31, 1995. 
 
<PAGE> 
                           SIGNATURES 
 
In accordance with the requirements of the Securities Exchange Act, 
the registrant caused this report to be signed on its behalf by the 
undersigned, thereunto duly authorized. 
 
                            GREAT AMERICAN HOTELS & RESORTS, INC. 
 
November 18, 1996             \s\Paul R. Smith 
Date                           Paul R. Smith 
                               Chief Operating Officer 
   
   
November 18, 1996             \s\J. Gordon Lamb 
Date                           J. Gordon Lamb 
                               Chief Financial Officer